To be provided on the Letterhead of the certifying Chartered Accountant)

Annexure: C-1

(For Trading Members, Trading Cum Clearing Members and

Strategic Trading cum Clearing Members, Professional Clearing Members)

Certificate dated submitted by (TMID) to NCDEX

CERTIFICATE

This is to certify that the Net worth of M/s./Mr./Ms. as on 31.03.2013 as per the statement of computation of even date annexed to this report is Rs. ____ Only (Rupees (in words)______) calculated as per method 1*/method 2* of Annexure C – 1A.

*The Combined net worth of all Partners is Rs.______only. (Applicable only to Partnership Firm)

We further certify that:

• the computation of net worth based on my / our scrutiny of the books of accounts, records and documents is true and correct to the best of my / our knowledge and as per information provided to my / our satisfaction.

• The computation of net worth is in accordance with NCDEX requirement.

• We hereby confirm that we are not the related party to the aforesaid entity.

Place:

For (Name of Chartered Accountant Firm)

Name of the Partner/Proprietor

Date: Chartered Accountant

CA Stamp and Membership Number

Note:

1. * Strike off which is not applicable.

2. Members may choose any one method, which should then be followed always.

3. Any change in method will require prior approval from the Exchange.

Annexure C – 1A

Computation of Net worth of Members as part of Membership Requirements

The Members are required to provide the net worth certificate as per the format provided in Annexure C – 1

Method 1:

The net worth should be computed either as per the format given below;

Computation of net worth of……………………………………………………..as on ______

Paid up Capital *
Net worth calculated as follows:
Paid up Capital
Add: Reserve & Surplus
(excluding revaluation reserves)
Less: Accumulated losses if any -
Less: Miscellaneous Expenditure -
Total net worth

* Give details of capital issued after the date specified above.

Or

Method 2:

By valuation of their assets as on …………., on the following basis:

A. Listed (Quoted) investments in the name of the applicant (at market value)

(Detailed list to be enclosed)

B. Margin of 30% on market value of listed (quoted) Investments

C. Net value of listed Investments (A) – (B)

D. Investments in unlisted (unquoted) companies (as per Note No. 2)

E. Margin of 50% on (D)

F. Net value of unlisted Investments (D) – (E)

G. Other Investments (at cost) like PPF, NSC at current value, statutory deposits

with NCDEX, Deposits with registered NBFCs, Bank FDs

H. Total Net Investments (C) + (F) + (G)

I. Market Value of Land Building component of the Fixed Assets (Full details of

such assets like survey number, location, address, extent of land building to

be furnished)

J. Margin on I at 50%

K. Net value of such fixed assets (I – J).

L. Debtors not exceeding 3 months + Cash & Bank balance

M. Current Liabilities

N. Long term liabilities

O. Net worth (H + K + L) – (M + N)


Notes: -

1. Valuation of fixed assets for the consideration of net worth would have to be certified by government approved valuer`s which should not be more than 2 years old. Only those items of land building that are in the name of the Members and are in the possession of the Member shall be included under the head (I) - Land & Building component of the Fixed Assets. Those properties that are leased out by the Member or taken on lease shall not be included for computation of net worth. Fixed Assets other than Land Building shall not be included for the purpose of computation of net worth.

2. Valuation of unlisted investments would be at “fair value” of the said investment, i.e. the average of the “breakup value” and the “earning value”. For this purpose: -

a) The “breakup value” means the equity capital and reserves as reduced by intangible assets and revaluation reserves, divided by the number of equity shares of the investee company.

b) The “earning value” means the value of an equity share computed by taking the average of profits after tax as reduced by the preference dividend and adjusted for extra-ordinary and non-recurring items, for the immediately preceding three years and further divided by the number of equity shares of the investee company and capitalised at the following rate: -

• In case of predominantly manufacturing company, eight percent;

• In case of predominantly trading company, ten percent; and

• In case of any other company, including an NBFC, twelve percent;

• If, an investee company is a loss making company, the earning value will be taken at zero.

(For e.g. earning value for an NBFC with capitalization rate of 12%, is earnings per share multiplied by 100/12)

3. Details of items comprising investments, current assets, current liabilities and long term liabilities should be given separately.

4. Current assets should exclude loans to related entities, bad and doubtful debts and debts outstanding for more than 3 months, advance against capital assets, pledged securities / assets, prepaid expenses and also intangible assets.

5. Debtors should be distinguished as debtors arising from commodity operations and others.

6. Value of membership card / Deposits with any other Exchange are to be excluded for the purpose of computation of net worth

7. Advance / Investment with or debts due from persons / entities notified under Special Court (Trial of Offences Relating to Transactions in Securities) Act, 1992 are to be excluded for the purpose of computation of net worth

Annexure: C-3

Certificate dated______submitted by______to NCDEX

Details of Director/Partner/Proprietor/Society Member

Sr No / Name / Nationality
@ / Experience (No of Yrs) / PAN No / Education Qualification / Date of Birth / Residential address / Contact no and email id / Directorship/controlling shareholding in other cos.@@#

Date:

Signature(s)

(Authorised Signatory/ies)

Place:

NOTES :

@ e.g Resident Indian, NRI, PIO ( citizen of UK ), Foreign National (citizen of Austria )

@@: Enclose the conduct Certificate / Status report from the Stock Exchange for the related member/broker companies.

#: For each of these memberships, give details of disciplinary action, if any, taken by the Stock / Commodity Exchange or any other regulatory authority in respect of these memberships with dates in the following format:

• Expulsion

• Suspension

• Default

• Any other disciplinary action or enquiry against the member

CERTIFICATE (for Corporates / Institutions only)

This is to certify that the details of directors as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and corrects to the best of my/our knowledge and as per information provided to my/our satisfaction.

Place: For (Name of Chartered Accountant Firm) Date:

Name of Partner/Proprietor

Chartered Accountant/Company Secretary

CA/CS Stamp and Membership Number

Annexure: C-4

(For Corporate / Institutions)

Certificate dated submitted by______to NCDEX

Share Holding Pattern of as on 31.03.2013

Sr
No. / Name # / Nationality/ Residential Status of each shareholder
@ / Number of
Shares held ( of Face value of
Rs _) / Amt paid up
( Rs ) / % of total / PAN Nos
@@@
1
2
3
4
5
6
7
8
Others @@
TOTAL / 100.00 %

1) We have not changed the Shareholding Pattern and/or DPG since the date we joined NCDEX as a member.

OR

2) After becoming the member of NCDEX, we have changed the Shareholding Pattern in the past after seeking prior approval of NCDEX and the Shareholding Pattern and/or DPG given above was effected on

...... after seeking the approval of NCDEX vide its letter/s ref………

...... dated ......

(Delete whichever of the above two is not applicable)

I/We hereby state that the above-mentioned particulars are true, correct and complete to the best of my/our knowledge and information. I / We also state that no relevant material fact has been suppressed.

Date:

Place:

Authorised Signatory/ies

NOTES:

# In case of

◊ Body corporate, give similar details thereof separately.

◊ Partnership firm, give names of all partners and the sharing pattern

@ e g Resident Indian Individual, NRI individual , PIO ( citizen of …… ), Foreign National ( citizen of ………………), Indian Co. not having any foreign and/or NRI/PIO shareholders, Indian Co. with foreign and / or PIO/NRI shareholders ( if so the shareholding pattern of such shareholder co. should also be submitted in same format ), Foreign Company ( with its country of incorporation ) etc.

@@ Persons holding 2% or more of the paid up capital should be shown separately and not clubbed in Others.

@@@ Copy of PAN card for Person holding 10% or more of paid up capital should be enclosed.

CERTIFICATE

This is to certify that the Shareholding in as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to the best of my/our knowledge and as per information provided to my/our satisfaction.

Place: For (Name of CA/CS firm)

Date:

Name of Partner/Proprietor of

Chartered Accountant/Company Secretary

CA/CS Stamp and Membership Number

Annexure: C-5

(For Corporate & Partnerships)

Certificate dated submitted by (name of member entity) to

NCDEX

Details of Dominant Promoter Group as on 31.03.2010

Sr No. / Name of Dominant Shareholder / Person/Corporate supporting dominant share holder / Relation
(Self/Corporate) / No of shares held / Profit Sharing @ / Amt Paid Up (Rs) @ / % of Total @ / Total
self / Relative / Corporate / Self / Relative / Corporate / Self / Relative/ Corporate
Total

1) We have not changed the DPG Pattern since the date we joined NCDEX as a member.

OR

2) After becoming the member of NCDEX, we have changed the DPG Pattern in the past with theprior approval of the Exchange. The DPG Pattern as given above was effected on ...... pursuant to approval of the Exchange vide its letter/s ref ...... dated ......

(Delete whichever of the above two is not applicable)

I/We hereby state that the above-mentioned particulars are true, correct and complete to the best of my/our knowledge and information. I / We also state that no relevant material fact has been suppressed.

Date:

Place:

Signature(s)

(Authorised Signatory/ies)

CERTIFICATE

This is to certify that the Shareholding/ Sharing Pattern as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to the best of my/our knowledge and as per information provided to my/our satisfaction.

Place: For (Name of Chartered Accountant Firm) Date:

Name of Partner/Proprietor

Chartered Accountant

CA Stamp and Membership Number

NOTE:

@ : For arriving at the shareholding of persons constituting the Dominant promoter group, the shareholding of close relatives, namely parents, spouse, children and their descendants, brothers, sisters and associates/corporates only may also be counted provided these relatives/corporates give an irrevocable, unconditional support in writing on the prescribed format (Annexure C-6)

Annexure : C-6

(Each relative to use separate copies of this annexure)

Certificate dated______submitted by______to NCDEX

UNDERTAKING FROM RELATIVE OF PERSONS CONSTITUTING

DOMINANT PROMOTER / PARTNER GROUP

I, Mr./Ms./Mrs. ______, son/daughter/wife of Mr./Ms. ______, resident of ______declare that:

I am the absolute owner of ______(no.) of shares of Rs. ___ each, Rs. _____ per share paid up, which constitutes _____ % of the total paid up capital of the company ______private limited/ limited ______as on this date.

Or

I am a partner in the partnership firm ______for sharing profit and loss to the extent of _____% as on this date.

(Please strike off whichever is not applicable)

I state that I shall irrevocably and unconditionally support in respect of my shareholding / sharing pattern, Mr/Ms. ______, a shareholder / partner in the above mentioned company / partnership firm. I further state that I have no objection to my above-mentioned shareholding / sharing pattern being clubbed with the shareholding / sharing pattern of Mr/Ms. ______, who is my ______(give relationship with the latter) for the purpose of determining the dominant promoter / partner group of the said company / partnership firm.

This support is irrevocable and I also undertake to give prior information to the National Commodity & Derivatives Exchange Limited before selling or otherwise transferring any part or whole of my above mentioned shareholding / sharing pattern.

WITNESS BY: SIGNATURE

Signature : Name :

Name : Place :

Address : Date :

Date :

CERTIFICATE

This is to certify that the Shareholding / sharing pattern in ______as given above, based on my/ our scrutiny of the books of accounts, records and documents is true and correct to the best of my/our knowledge and as per information provided to my/our satisfaction..

Date: For (Name of Accounting Firm)

Place:

Name of Partner

Chartered Accountant

Membership Number

Note : For arriving at the shareholding of persons constituting the Dominant group, the shareholding of close relatives, namely parents, spouse, children and their descendants, brothers and sisters only may be counted provided these relatives give an irrevocable, unconditional support in writing on the prescribed format (Annexure C-6). Please refer to part B of chapter 1 of the invitation for application document.


Annexure : C-6

Certificate dated______

submitted by______to NCDEX

UNDERTAKING FROM CORPORATES SUPPORTING

DOMINANT PROMOTER GROUP

We, M/s. ______Limited, incorporated as a Company under the Companies Act, 1956 and having its registered office at : ______do state as under:

1.  As per the existing norms of National Commodities & Derivatives Exchange (NCDEX), the shareholding of Mr./Ms.______* in our company in direct proportion to our shareholding in the TCM Member Company, may be reckoned for the purpose of arriving at the dominant group in M/s. ______(TCM Company).

2.  We are ______% shareholder of the TCM Company and Mr./Ms.______, dominant promoters of the Trading Member Company along with his/her specified relatives i.e., ______are having ______% shareholding in our company.

3.  Mr./Ms.______* have requested NCDEX to consider their shareholding in our company in the permissible proportion to arrive at the dominant shareholders in the TCM Company and also requested us to give an irrevocable undertaking extending unconditional support to Mr./Ms. ______(Name of the Dominant promoters of the TCM Company) to enable NCDEX to consider the aforesaid as dominant group.